icon-1

Terms & Conditions

icon-2

Last updated: April 19, 2017

We are VQuarter AB with subsidiaries (org.nr: 559004-9069)

These Terms of Service govern the use of the services offered by VQuarter AB, (the “Company” or “we”) at the Company’s website (“Site”) or mobile applications. Such services, the Site and mobile applications together are hereinafter collectively referred to as the “Service.” Your subscription to the Service constitutes meaning you accept and agree to all of the terms and conditions in these Terms of Service and the Privacy Policy (the “Privacy Policy”) available HERE. If you object to anything in these Terms of Service, or the Privacy Policy, you are not permitted to use the Service. The Privacy Policy are incorporated by reference into these Terms of Service and these Terms of Service and the Privacy Policy are hereinafter referred to as this “Agreement.”

Changes to terms

VQuarter reserves the right to modify the terms and conditions of this Agreement or to change, modify or otherwise alter any feature of the Service and/or the Site at any time in its sole discretion. Changes to this Agreement may be communicated to member (“you”) by making the revised Agreement available for your review on the Service and/or the Site. Please review the Terms and Privacy Policy periodically for any changes. The date that these Terms were last modified can be found at the top of this Agreement. Any modifications to this Agreement, including, but not limited to, any modifications to the warranty disclaimers or limitations of liability contained in this Agreement, will supersede the prior Agreement provisions for all activity occurring after the revised version has been made available.To the extent any change materially impacts the availability of the Service, such as a change to your Subscription, in addition to posting the revised document on the Service, we will communicate such a change directly to you via the email address associated with your Registered Account. Your continued use of the Service and/or the Site after the changes come into effect and, in the case of any Subscription, your failure to cancel the same within the relevant notice period, will mean you accept and agree to be bound to the changes.

End user terms

The following provisions of these Terms of Service (“End User Terms”) apply to each Authorized User of the VQuarter System:

Licence to use the VQuarter system

The VQuarter System is protected by international copyright laws, international treaty provisions and applicable law. VQuarter hereby grants to You a non-exclusive, non-transferable, limited license to use the VQuarter System and related user documentation on the terms and conditions set forth herein. The VQuarter System is licensed only for Your company´s use. You may use the VQuarter System only in accordance with the applicable documentation and to perform the functions for which it is designated and for the purpose authorized by these Terms of Service.

Subscription

The VQuarter System is licensed on a subscription basis pursuant to the subscription terms and conditions incorporated herein. We may provide updates to the VQuarter System on a periodic basis, and any such updates will replace the prior version of the VQuarter System. Each version of the VQuarter System may operate differently and may have different, more, or fewer features than prior versions. You shall not permit the use of any version of the VQuarter System by any other person nor shall You use the VQuarter System at any time after the license expires. Each update will be deemed to be part of the VQuarter System and shall be governed by these Terms of Service.

Ownership of VQuarter system, Data and content

VQuarter is the exclusive owner of the VQuarter System and Your use of the VQuarter System does not provide You any right or interest in any of VQuarter’s intellectual property, including but not limited to common designs, layouts, content, program code, scripts, database structures, proprietary strategies and processes, and other intellectual property of VQuarter with the exception of user-uploaded content and data. Graphic designs or content created by VQuarter specifically for You as part of VQuarter’s professional service offering belong to You and can be used in other contexts; all other design elements (including customizable website templates) are the sole property of VQuarter

No reverse engineering

You acknowledge that the VQuarter System and its structure, organization, and source code constitute valuable trade secrets of VQuarter. Accordingly, You agree not to (a) modify, adapt, alter, translate, or create derivative works from the VQuarter System; (b) sublicense, lease, rent, loan, or otherwise permit a third party to use the VQuarter System without permission; (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the VQuarter System; or (d) otherwise use the VQuarter System except as expressly allowed in these Terms of Service. You shall cooperate and make Your facilities, information, data and equipment available to VQuarter in a timely manner when helpful for completion of customer specific implementation or troubleshooting.

Certain restrictions

Unless expressly and specifically permitted to do so under the terms of the Services Agreement, and then only in the exact manner specified, You may not (i) permit third parties to use the VQuarter System; (ii) remove or alter any trademark, service mark, logo, copyright, or other proprietary notices in or on the VQuarter System; (iii) place on any portion of the VQuarter System materials that are illegal, obscene, dangerous or libelous, or that violate, infringe or misappropriate any copyright, trademark, patent, trade secret, or other statutory or common law intellectual property right. VQuarter reserves the right, but does not assume the obligation, to remove from any portion of the VQuarter System any content or materials that violate the provisions of these Terms of Service; (iv) access the VQuarter System if you are a direct competitor of VQuarter, except with VQuarter’s express written consent; or (v) access the VQuarter System for purposes of monitoring its availability, performance, or functionality, or any other benchmarking or competitive purpose. You agree not to use the VQuarter System, or any information obtained through the VQuarter System, for any unlawful or unauthorized purpose. You agree that VQuarter has no obligation to retain any of Your content, data or material after the expiration or termination of the applicable Services Agreement and that such content, data or material may be irretrievably deleted after such expiration or termination.You agree not to publicly criticize, ridicule, disparage or defame VQuarter or its products, services, policies, directors, officers, shareholders, or employees, with or through any written or oral statement or image (including, but not limited to, any statements made via websites, blogs, postings to the internet, or emails and whether or not they are made anonymously or through the use of a pseudonym). You agree to provide full cooperation and assistance in assisting VQuarter to investigate such statements if We reasonably believe that You are the source of the statements.You agree not to register domain names that are derivatives of or deceptively similar to VQuarter or its trademarks or that have the purpose or effect of criticizing, ridiculing, disparaging, or defaming VQuarter, and its products, services, policies, directors, officers, shareholders, or employees.

Authorship mark and client references

You agree that VQuarter can place a reasonably sized and positioned logo and/or text link on website pages and emails included in the VQuarter System. You also agree that VQuarter may reference its relationship with You for marketing purposes.

Billing and payment

Users of the Service will be required to provide their credit card or bank account details to Company and the Payment Service partner retained by Company (the “PSP”). Member confirm that the credit or debit card that is provided to the Company contains rightful details. All credit or debit card holders are subject to validation checks and authorization by the card issuer. Terms of Service between Members and the PSP retained by Company are available here (the “PSP Agreement”). By accepting these Terms of Use, each user agrees that they have downloaded or printed, and reviewed and agreed to the PSP Agreement. Please note that the Company is not a party to the PSP Agreement and that you, the PSP and any other parties listed in the PSP Agreement. (currently, Braintree) are the parties to the PSP Agreement and that the Company has no obligations or liability to any Member under the PSP Agreement.

  • Charges are linked to the membership package to which you subscribe. The various levels of membership for the Service and the corresponding membership fees are set out on the Website and are subject to reasonable change by company from time to time. If this may occur, the Company will notify you of this by email or push-notification to the address you have provided in advance of any changes taking effect.
  • You will be charged in advance of your payment period until your membership is cancelled (for cancellation details see below) together with additional transaction based charges. Details of charges are shown within the sign-up process. Charges are expressed in Euro. Any reduction in the applicable membership price will take effect in your next membership payment period. Any increase in the applicable membership price (for example, where you upgrade your service plan) will take effect from the date of notification (so that a pro-rata payment shall be made for the remainder of the current payment period, with the full payment to be made from the beginning of the following plan period).
  • The service plan may start with a free trial. The length and terms of the Company’s free trials are set out on the service plan description. The Company reserves the right, in its absolute discretion, to determine your eligibility for a free trial, and to withdraw or to modify a free trial at any time without prior notice and with no liability. We require you to provide your payment details to start a free trial. At the end of the trial, you will be asked to upgrade your service plan or we will deactivate your account.

Promotional codes and Vouchers

Company may from time to time provide certain promotional opportunities, sweepstakes and contests to Users. All such promotions will be run at the sole discretion of Company, and can be activated, modified or removed at any time by Company without advance notification.

Customer content

VQuarter has the right to store and/or transmit information You provide through the VQuarter System and You agree to indemnify and hold VQuarter harmless from and against any and all claims or causes of action that may arise with respect to such information. You are solely responsible for obtaining any and all necessary consents and clearances required to lawfully make use of any and all intellectual property rights through the VQuarter System, including without limitation clearances and consents with respect to Your domain name(s). You agree that all information submitted to, stored or distributed by You in connection with the VQuarter System (i) shall not be false, inaccurate, fraudulent or misleading; (ii) shall not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (iii) shall not violate any law, statute, ordinance or regulation; (iv) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (v) shall not contain sexually explicit, obscene, or pornographic content; (vi) shall not contain speech or images that are offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise); (vii) shall not contain graphic violence; (viii) shall not express statements or positions regarding politically sensitive or controversial issues (e.g., euthanasia, abortion, capital punishment), or contain other political content (e.g., lobbyists, PAC sites, political campaigns); (ix) shall not contain any viruses, trojan horses, worms, time bombs, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any VQuarter System, data or personal information; and (x) shall not create liability for VQuarter or cause it to lose (in whole or in part) customers or the services of service providers or other suppliers. VQuarter reserves the right to monitor and limit or deny access to automated processes (bots) that harvest copyrighted online content without explicit permission from VQuarter, regardless of whether such content is owned by You, VQuarter, or third parties. VQuarter strongly recommends that You, with the help of an attorney, create Your own set of terms and privacy policy and other agreements applicable to Your business and Your jurisdiction. To comply with the law, be aware that terms and policies must be tailored to Your business and applicable jurisdiction. If You choose to use generic “document templates” provided by Us, You agree that (a) You are aware that VQuarter is not a law firm or lawyer, does not provide legal advice, and has made no investigation if, and makes no representation or warranty as to whether, such materials are applicable to or suitable for Your business or jurisdiction or are in compliance with applicable laws, and (b) You are voluntarily and knowingly choosing not to accept our recommendation that You seek Your own legal advice regarding terms and privacy policy that are applicable to Your business, jurisdiction and applicable laws. You waive any and all claims and causes of action against VQuarter, and agree to indemnify and hold VQuarter harmless from any and all results, losses, liabilities, claims, damages, judgments, costs or expenses (including attorneys’ fees) arising with respect thereto or resulting therefrom.

Customer ratings

The Service hosts User Generated Content relating to reviews (star rating) of specific Service partners. Such reviews are opinions from members and not the opinion of Company, have not been verified or approved by Company and each member should undertake their own research to be satisfied that a specific Service partner is the right Service partner for a Task. You agree that Company is not liable for any User Generated Content.

Use of VQuarter system

You hereby agree as follows: (i) You shall not use the VQuarter System for “spamming,” as determined by VQuarter in its reasonable discretion; (ii) You shall keep secure any identification, password and other confidential information relating to Your site and shall notify VQuarter immediately of any known or suspected unauthorized use of Your site or breach of security, including loss, theft or unauthorized disclosure of passwords or other security information; (iii) You shall not use the VQuarter System for any unlawful purpose; (iv) You shall not engage in any other conduct that restricts or inhibits any other person from using or enjoying the VQuarter System, or which, in the judgment of VQuarter, exposes VQuarter, or any of its customers or suppliers to any liability or detriment of any type; and (vi) You shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the VQuarter System, and You shall be responsible for all charges related thereto. The VQuarter System allows You to send emails to people with whom You have an existing business relationship. All emails sent must comply with applicable laws and contain an opt-out link and full address information. Unless explicitly authorized by VQuarter.

Security

You agree to use Your best efforts to prevent access to the VQuarter System through login and password by anyone other than Yourself, including but not limited to keeping such information strictly confidential, notifying VQuarter immediately if You discover loss of such information or access thereto by another party not under Your control and supervision, and by using a login and password not easily guessed by a third party. Although VQuarter will not be liable for Your losses caused by any unauthorized use of Your account, You may be liable for the losses of others due to such unauthorized use.

Information collection and use

By using the VQuarter System, You authorize VQuarter to access data stored on or transmitted through the VQuarter System to conduct research, operate and improve the VQuarter System and provide anonymous reporting for internal and external clients and business associates.

Release

The Service is only a venue for connecting Users. Because Company is not involved in the actual contact between Users or in the completion of the Task, in the event that you have a dispute with one or more Users, you release Company (and our officers, directors, agents, investors, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

Termination and suspension

Company may terminate or suspend your right to use the Service at any time for any or no reason by providing you with written or email notice of such termination, and termination will be effective immediately upon delivery of such notice.
Without limitation, Company may terminate or suspend your right to use the Service if you breach any term of this Agreement or any policy of Company posted through the Service from time to time, or if Company otherwise finds that you have engaged in inappropriate and/or offensive behavior. If Company terminates or suspends your right to use the Service for any of these reasons, you will not be entitled to any refund of unused balance in your account. If Company terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.Even after your right to use the Service is terminated or suspended, this Agreement will remain enforceable against you.You may terminate this Agreement at any time by ceasing your subscription on either of the Company service. The cancellation will become effective 90 days after the next payment. All sections which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.

Links to other websites

Links (such as hyperlinks) from the Service to other sites on the Web do not constitute the endorsement by Company of those sites or their content. Such links are provided as an information service, for reference and convenience only. Company does not control any such sites, and is not responsible for their content. The existence of links on the Service to such websites (including without limitation external websites that are framed by the Company Service as well as any advertisements displayed in connection therewith) does not mean that Company endorses any of the material on such websites, or has any association with their operators. It is your responsibility to evaluate the content and usefulness of the information obtained from other sites.

Worker classification and with holdings

Each User assumes all liability for proper classification of such User’s workers as independent Service partners based on applicable legal guidelines. You agree to treat Service partners courteously and lawfully and to provide a safe and appropriate working environment for them in compliance with all applicable laws and regulations. You also agree to provide them with all reasonable information and co-operation required to enable them to provide the services you have requested.You agree, for so long as the agreement between you and us is in force and for a period of six months thereafter, not to book the services of, or engage, any Service partner you have used, or whose contact details you have received from us, other than via VQuarter. Users do not have authority to enter into written or oral — whether implied or express — contracts on behalf of Company. The Service is not an employment service and Company does not serve as an employer of any User. As such, Company will not be liable for any tax or withholding, including but not limited to unemployment insurance, employer’s liability, social security or payroll withholding tax in connection with your use of Users’ services.

Insurance

The VQuarter Service partner has an insurance that complies with the following;

  • Business operating liability.
  • Indirect or secondary liabilities.
  • Liability for damage to property.
  • Liability for damage to members personal properties.
  • Personal injury.
  • Financial responsibility.

Intellectual property rights

All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content (collectively “Proprietary Material”) that Users see or read through the Service is owned by Company, excluding User Generated Content that Company has the right to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. Company owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials as a Collective Work under the Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws of copyright, patents, and other proprietary rights and laws. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Service without Company’s express prior written consent and, if applicable, the holder of the rights to the User Generated Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of Company and, if applicable, the holder of the rights to the User Generated Content.The service marks and trademarks of Company, including without limitation Company and the Company logos are service marks owned by Company. Any other trademarks, service marks, logos and/or trade names appearing via the Service are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.

Copyright complaints and copyrights agent

Company respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials provided on or in connection with the Service infringe upon your copyright or other intellectual property right, please send the following information to Company’s Copyright Agent at: VQuarter AB, Calle Avinio 5 , 07015 Palma de Mallorca or email support@vquarter.com.

  • A description of the copyrighted work that you claim has been infringed, including the URL (Internet address) or other specific location on the Service where the material you claim is infringed is located. Include enough information to allow Company to locate the material, and explain why you think an infringement has taken place;
  • A description of the location where the original or an authorized copy of the copyrighted work exists — for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;
  • Your address, telephone number, and e-mail address;
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  • A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
  • An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.

Disclaimer of warranties

USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK.
THE SERVICE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE SERVICE OR THE CONTENT OF ANY SITES LINKED TO THE SERVICE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN. COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, OTHER THAN AS PROVIDED HEREIN. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY TASK OR SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE SERVICE.NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER.NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. COMPANY AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.IN ADDITION, NOTWITHSTANDING ANY FEATURE A CLIENT MAY USE TO EXPEDITE VQUARTER SELECTION, EACH CLIENT IS RESPONSIBLE FOR DETERMINING THE TASK AND SELECTING THEIR SERVICE PARTNER AND DETERMINING THE TASK AND COMPANY DOES NOT WARRANT ANY GOODS OR SERVICES PURCHASED BY A CLIENT AND DOES NOT RECOMMEND ANY PARTICULAR SERVICE PARTNER.

No liability

YOU ACKNOWLEDGE AND AGREE THAT COMPANY IS ONLY WILLING TO PROVIDE THE SERVICE IF YOU AGREE TO CERTAIN LIMITATIONS OF OUR LIABILITY TO YOU AND THIRD PARTIES. THEREFORE, YOU AGREE NOT TO HOLD COMPANY, ITS AFFILIATES, ITS LICENSORS, ITS PARTNERS IN PROMOTIONS, SWEEPSTAKES OR CONTESTS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS LIABLE FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR OR ANY OTHER PARTY’S USE OF OR INABILITY TO USE THE SERVICE, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY), ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY COMPANY OR ITS AFFILIATES OR LICENSORS AND ANY DESTRUCTION OF YOUR INFORMATION, OTHER THAN PURSUANT TO THE VQUARTER GUARANTEE TERMS.UNDER NO CIRCUMSTANCES WILL COMPANY, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.COMPANY DOES NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED VIA THE SERVICE.IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT COMPANY OR ITS PARTNERS IN PROMOTIONS, SWEEPSTAKES OR CONTESTS, AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS IS LIABLE FOR DAMAGES IN EXCESS OF THE VQUARTER GUARANTEE TERMS, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO COMPANY DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE.

Indemnification

You hereby agree to indemnify, defend, and hold harmless Company, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates from and against any and all claim, loss, expense or demand of liability, including attorneys’ fees and costs incurred, in connection with (i) your use or inability to use the Service, or (ii) any content submitted by you or using your account to the Service, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the written consent of Company.

Relationship

VQuarter’s relationship with You shall be that of an independent contractor and nothing in these Terms of Service shall be construed to create a partnership, joint venture, or employer-employee relationship. You shall be solely responsible for all tax returns and payments required to be filed with or made to any federal, state or local tax authority with respect to the license to or use of the VQuarter System. VQuarter may subcontract or otherwise delegate its obligations under these Terms of Service without Your consent and in VQuarter’s sole discretion.

Dispute resolution

INFORMAL NEGOTIATIONS. To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and Company agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is your billing address, with an email copy to the email address you have provided to Company. Company’s address for such notices is VQuarter, Carrer d’Avinyó 5, 07014 Palma de Mallorca, Attention: Legal. BINDING ARBITRATION. If you and Company are unable to resolve a Dispute through informal negotiations, all claims arising from use of the Service (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT IF EITHER PARTY ELECTS TO ARBITRATE, NEITHER PARTY WILL HAVE THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL. WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. You and Company agree that any arbitration will be limited to the Dispute between Company and you individually. YOU ACKNOWLEDGE AND AGREE THAT YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and Company otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” Section will be deemed null and void.LOCATION OF ARBITRATION. Arbitration will take place in Stockholm, Sweden. You and Company agree that for any Dispute not subject to arbitration (other than claims proceeding in any small claims court), or where no election to arbitrate has been made.

Governing law

Dispute will be decided by a court of competent jurisdiction within Stockholm, Sweden, and you and Company agree to submit to the personal jurisdiction of that court.Except as expressly provided otherwise, this Agreement will be governed by, and will be construed under, the laws of Sweden, without regard to choice of law principles.

No agency

No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.

General provisions

Failure by Company to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. will be governed by and construed in accordance with the laws of Sweden, without regard to its conflict of laws rules. This Agreement constitutes the entire agreement between you and Company with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. This Agreement will inure to the benefit of Company, its successors and assigns.I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE, PRIVACY POLICY AND MARKETPLACE GUIDELINES AND AGREE THAT MY USE OF THE SERVICE IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT